Group 1 - The company approved the use of up to 700 million yuan of temporarily idle raised funds for cash management, investing in low-risk, high-liquidity principal-protected financial products [1] - The cash management initiative is valid for 12 months from the date of board approval, with the option for rolling use and repayment to the dedicated fundraising account upon maturity [1] - On October 9, 2025, the subsidiary Fujian Tongchun Pharmaceutical Co., Ltd. purchased a large time deposit of 60 million yuan from China Merchants Bank, which matured on January 9, 2026, yielding a return of 165,000 yuan [2] Group 2 - The principal and earnings from the time deposit have been returned to the dedicated fundraising account, meeting the expected financial returns [2] - The company has been actively managing its raised funds over the past twelve months, indicating a strategic approach to financial management [2]

| | | 债券代码：110098 债券简称：南药转债 南京医药集团股份有限公司关于公司及子公司 单位：万元 1 序号 产品名称 实际投入金额 实际收回本金 实际收益 尚未收回本金 金额 1 平安银行结算星期添 （七天通知存款） 14,238.06 14,238.06 3.96 - 2 招商银行 7 天通知存款 33,761.94 33,761.94 8.44 - 3 民生银行七天通知存款 22,000.00 22,000.00 9.78 - 4 招商银行点金系列看涨 两层区间 21 天结构性存 款 18,700.00 18,700.00 18.29 - 二、公司最近十二个月使用募集资金进行现金管理的情况 | 5 | 招商银行单位大额存单 年第 期 | 15,000.00 | 15,000.00 | 116.25 | - | | --- | --- | --- | --- | --- | --- | | | 2025 281 | | | | | | | 平安银行对公结构性存 | | | | | | 6 | 款（100%保本挂钩汇率） | 14,200.00 | 14,200.00 | 122.44 | - | ...

证券代码：600713 证券简称：南京医药 编号：ls2026-001 债券代码：110098 债券简称：南药转债 南京医药集团股份有限公司 经中国证券监督管理委员会《关于同意南京医药股份有限公司向不特定对象 发行可转换公司债券注册的批复》（证监许可〔2024〕1736 号）核准，公司向 不特定对象发行可转债 10,814,910 张，每张面值为 100 元，发行总额为 108,149.10 万元。票面利率为第一年 0.20%、第二年 0.40%、第三年 0.60%、第四年 1.50%、 第五年 1.80%、第六年 2.00%。本次发行的可转债存续期限为自发行之日起六年 （2024 年 12 月 25 日至 2030 年 12 月 24 日）。 经《上海证券交易所自律监管决定书》（〔2025〕11 号）同意，公司本次 发行的可转债于 2025 年 1 月 20 日起在上海证券交易所挂牌交易，债券简称为"南 药转债"，债券代码为"110098"。 关于可转债转股结果暨股份变动的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 ...

Market Overview - The pharmaceutical commercial sector declined by 0.69% on December 31, with Luyuan Pharmaceutical leading the drop [1] - The Shanghai Composite Index closed at 3968.84, up 0.09%, while the Shenzhen Component Index closed at 13525.02, down 0.58% [1] Stock Performance - Baiyang Pharmaceutical (301015) closed at 23.60, up 2.61% with a trading volume of 41,600 shares and a transaction value of 97.15 million [1] - Nanjing Pharmaceutical (600713) closed at 5.46, up 1.49% with a trading volume of 197,800 shares and a transaction value of 107 million [1] - Run Da Medical (603108) closed at 14.95, up 0.88% with a trading volume of 103,700 shares and a transaction value of 155 million [1] - Other notable stocks include Liuyuan Group (603368) at 17.82, up 0.62%, and China Pharmaceutical (600056) at 10.33, up 0.29% [1] Capital Flow - The pharmaceutical commercial sector experienced a net outflow of 781 million from institutional investors, while retail investors saw a net inflow of 762 million [2] - The main capital inflow and outflow for selected stocks include: - Huaren Health (301408) with a net inflow of 83.36 million from institutional investors [3] - Shanghai Pharmaceutical (601607) with a net inflow of 22.40 million from institutional investors [3] - Yifeng Pharmacy (603939) with a net inflow of 19.37 million from institutional investors [3]

Core Viewpoint - A total of 292 listed companies have participated in the establishment of 340 industrial merger and acquisition funds in 2023, with 183 funds completed and 4 halted, indicating a strong trend towards investment in cutting-edge technology and strategic economic sectors to drive innovation and transformation [1] Group 1: Company Initiatives - Nanjing Pharmaceutical Group Co., Ltd. plans to invest 119.8 million yuan, accounting for 59.9% of the total subscription amount, in a new merger and acquisition fund focused on medical devices [1] - The company's "14th Five-Year" strategic plan emphasizes integration into the "Healthy China" initiative, focusing on the health industry and extending the existing industrial chain to explore new spaces for innovation and transformation [2] Group 2: Benefits of Establishing Funds - Establishing industrial merger and acquisition funds allows companies to strategically layout their industrial chains, achieve business synergies, and seize early advantages in innovation [2] - Companies can leverage financial effects by using a small amount of their own funds to attract more social capital, significantly reducing the direct cash flow impact of large-scale mergers [2] - The financial performance can be optimized as costs and risks during the project incubation phase typically do not need to be included in the listed company's financial statements, smoothing out performance fluctuations [2] Group 3: Considerations and Compliance - Companies must ensure strategic alignment with their core business and avoid speculative investments that deviate from their main operations [3] - It is crucial to establish a robust governance structure for the funds to maintain control and prevent conflicts of interest and hasty decision-making [3] - Compliance with information disclosure is essential, including timely updates on fund establishment, investment progress, and related transactions to avoid insider trading and regulatory risks [3]

Core Viewpoint - Nanjing Pharmaceutical Group Co., Ltd. plans to establish a subsidiary investment company focused on the medical device sector, with a significant investment from the company itself, aimed at enhancing its strategic positioning in the industry [1][2]. Group 1: Investment Structure - Nanjing Pharmaceutical will invest approximately 120 million yuan, accounting for 59.9% of the total registered capital of the new investment company [1]. - The investment company will be set up in collaboration with Nanjing New Industry Investment Management Co., Ltd. and Nanjing New Industry Medical Health Strong Chain M&A Equity Investment Fund [1]. Group 2: Target Investment - The newly formed investment company will specifically target an investment in Ningbo Jiangfeng Biological Information Technology Co., Ltd., acquiring approximately 22.5% of its equity, with a total valuation not exceeding 750 million yuan [2]. - Jiangfeng Biological, established in 2011, specializes in digital pathology and is recognized as a national high-tech enterprise focusing on innovative pathology diagnostics [2]. Group 3: Strategic Implications - The investment strategy reflects a model of "core enterprise + state-owned fund + industry chain target," which is expected to accelerate the transformation of technological achievements and promote innovation in the digital pathology field [2]. - This approach serves as a replicable example for local industrial development, encouraging collaboration between core enterprises and state-owned funds to enhance competitiveness and drive industrial upgrades [2].

Group 1 - The company held its fifth meeting of the tenth board of directors on December 18, 2025, with all nine directors present, and all resolutions were passed unanimously [3][6] - The company approved a proposal to invest CNY 119.8 million in establishing the Nanjing New Industry Medical Device Investment Company, which will focus on acquiring a 22.5% stake in Ningbo Jiangfeng Biological Information Technology Co., with a valuation cap of CNY 750 million [4][36] - The board authorized the management to handle all matters related to the investment and establishment of the medical device investment company [4][41] Group 2 - The company decided to change the purpose of repurchased shares from employee stock ownership plans to cancellation and reduction of registered capital, involving 39,852 shares [8][29] - The total share capital will decrease from 1,308,931,240 shares to 1,308,891,388 shares following the cancellation of the repurchased shares [9][34] - This change requires approval from the shareholders' meeting before implementation [29] Group 3 - The company announced that the convertible bonds issued on December 25, 2024, will start paying interest on December 25, 2025, with a coupon rate of 0.20% for the first year [13][21] - The total issuance amount of the convertible bonds is CNY 1,081.49 million, with a face value of CNY 100 per bond [14][15] - The bonds will have a conversion price of CNY 5.29 per share, which has been adjusted to CNY 5.12 [20] Group 4 - The company is participating in the establishment of the Nanjing New Industry Medical Device Investment Company, which is part of a broader strategy to enhance its investment in the healthcare sector [39][40] - The investment aligns with the company's strategic planning to extend its industrial chain and integrate resources in the healthcare industry [39][40] - The company aims to leverage social capital to improve the efficiency of fund utilization through this investment [39][40]

Core Viewpoint - Nanjing Pharmaceutical plans to invest 120 million yuan in a new equity investment company focused on the medical device sector, aiming to acquire a 22.5% stake in Ningbo Jiangfeng Biological Information Technology Co., Ltd, with a total valuation not exceeding 750 million yuan [1][2][3] Group 1: Investment Details - Nanjing Pharmaceutical will contribute 120 million yuan, representing 59.9% of the total capital of the newly established Nanjing New Industry Medical Device Investment Company [1] - The investment will specifically target Jiangfeng Biological, with the acquisition of approximately 22.5% equity based on a valuation cap of 750 million yuan [1][3] Group 2: Strategic Alignment - The investment aligns with Nanjing's municipal strategy to enhance industrial strength and integrate resources within the "2+6+6" innovative industrial system [2] - Nanjing Pharmaceutical's participation in this investment fund reflects its strategic plan to extend its existing industrial chain and embrace the "Health China" development strategy [2] Group 3: Target Company Overview - Jiangfeng Biological has over a decade of experience in the digital pathology industry and is recognized as a national high-tech enterprise focusing on innovative pathology diagnostics [3] - The company operates across five business segments, including digital pathology scanning systems and AI-assisted diagnostic systems, which complement Nanjing Pharmaceutical's digital transformation strategy [3]

Core Viewpoint - Nanjing Medical Pharmaceutical Company plans to invest in a new medical device investment company, indicating a strategic move to enhance its investment portfolio in the healthcare sector [2] Group 1: Investment Details - The company intends to invest 11.98 million RMB, which represents 59.9% of the total subscribed capital of the newly established Nanjing New Industry Medical Device Investment Company [2] - The investment will specifically target Ningbo Jiangfeng Biological Information Technology Co., Ltd., with an overall valuation not exceeding 750 million RMB for the acquisition of approximately 22.5% equity [2] - The final transaction price and key investment terms will be determined by a formal equity investment agreement [2] Group 2: Related Parties and Governance - The investment involves related parties, as Nanjing New Industry Investment Group Co., Ltd., the controlling shareholder of the company, fully owns Nanjing New Industry Investment Management Co., Ltd. [2] - The investment has been approved by the company's board of directors and does not require shareholder meeting approval [2]

Core Viewpoint - Nanjing Pharmaceutical announced the approval of several key proposals during its 10th Board of Directors' 5th meeting, including the establishment of a new investment company focused on medical device mergers and acquisitions [2] Group 1: Company Announcements - The company approved a proposal to participate in the establishment of Nanjing New Gongnan Pharmaceutical Medical Device Strong Chain M&A Equity Investment Limited Liability Company [2] - A proposal to change the purpose of share repurchase and to cancel certain shares was also approved [2] - The company approved a proposal to change its registered capital and amend certain provisions of its Articles of Association [2]